What changed in this filing

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Item 1. Financial Statements

2023-11-14 compared with 2023-08-14 · 363 added, 228 removed, 311 unchanged (66% of the section changed)

Financial Statements and Supplementary Data

the three months ended June 30, 2023 and 2022

Consolidated Balance sheets as of June 30, 2023 and March 31, 2023 (unaudited)

Consolidated Statements of Income and Comprehensive Income for the Three months ended June 30, 2023 and 2022 (unaudited)

Consolidated Statements of Changes in Equity for the three months ended June 30, 2023 and 2022 (unaudited)

Consolidated Statements of Cash Flows for the three months ended June 30, 2023 and 2022 (unaudited)

Condensed Consolidated Financial Statements for the three months ended June 30, 2023 and 2022 (unaudited)

the three and six months ended September 30, 2023 and 2022

Consolidated Balance sheets as of September 30, 2023 (unaudited) and March 31, 2023 (audited)

Condensed Consolidated Statements of Income and Comprehensive Income for the three and six months ended September 30, 2023 and 2022 (unaudited)

Condensed Consolidated Statements of Changes in Equity for the three and six months ended September 30, 2023 and 2022 (unaudited)

Condensed Consolidated Statements of Cash Flows for the six months ended September 30, 2023 and 2022 (unaudited)

Notes to Condensed Consolidated Financial Statements for the three and six months ended September 30, 2023 and 2022 (unaudited)

AND SUBSIDIARIES

1 unchanged sentence

Dollars, except share data or otherwise stated)

September 30, 2023

( unaudited )

CURRENT ASSETS

5 unchanged sentences

Advances to suppliers

due from related party

current assets

Amount due from related party

Total current assets

NON-CURRENT ASSETS

Plant and equipment, net

2 unchanged sentences

Long-term receivables

lease right of use asset

non-current assets

Operating lease right of use asset

Total non-current assets

LIABILITIES AND EQUITY

CURRENT LIABILITIES

4 unchanged sentences

Accrued expenses and other payables

lease liability current portion

current liabilities

Operating lease liability current portion

Total current liabilities

NON-CURRENT LIABILITIES

Convertible debts

Derivative liabilities

lease liability

non-current liabilities

Common stock ($ 0.001 par value,

250,000,000 shares authorized, 3,739,581 and 35,454,670 shares issued and outstanding at June 30 and March 31, 2023, respectively)

Operating lease liability

Total non-current liabilities

TOTAL LIABILITIES

Common stock ($ 0.001 par value, 250,000,000 shares authorized, 4,494,979 and 35,454,670 shares issued

and outstanding at September 30 and March 31, 2023, respectively)

Additional paid-in capital

3 unchanged sentences

Statutory reserve

other comprehensive loss

LIABILITIES AND EQUITY

accompany notes to the unaudited condensed consolidated financial statements.

Accumulated other comprehensive loss

TOTAL LIABILITIES AND EQUITY

accompanying notes to the unaudited condensed consolidated financial statements.

AND SUBSIDIARIES

1 unchanged sentence

Dollars, except share data or otherwise stated)

Three months ended

Six months ended

September 30,

COST OF REVENUES

( 1,578,858 )

and administrative

( 1,748,024 )

( 3,508,558 )

OPERATING EXPENSES

INCOME FROM OPERATIONS

Fair value gain or loss

Selling and marketing

General and administrative

( 1,168,465 )

Total operating expenses

( 1,205,677 )

INCOME (LOSS) FROM OPERATIONS

Fair value gain or loss

Interest income

1 unchanged sentence

( 1,896,534 )

income (expense), net

(LOSS) INCOME

BEFORE INCOME TAX EXPENSE

Other income, net

INCOME BEFORE INCOME TAX EXPENSE

( 1,361,820 )

INCOME TAX EXPENSE

( 1,366,321 )

currency translation gain (loss)

COMPREHENSIVE (LOSS) INCOME

Foreign currency translation gain

TOTAL COMPREHENSIVE INCOME (LOSS)

$ ( 1,276,569 )

EARNINGS (LOSS) PER SHARE

average number of shares outstanding – Basic and diluted

accompany notes to the unaudited condensed consolidated financial statements.

EARNINGS PER SHARE

Basic and diluted

Weighted average number of shares outstanding – Basic and diluted

accompanying notes to the unaudited condensed consolidated financial statements.

AND SUBSIDIARIES

1 unchanged sentence

Dollars, except share data or otherwise stated)

Statutory reserve

comprehensive loss

Retained earnings

(accumulated deficit)

Accumulated other

comprehensive

BALANCE AT MARCH 31, 2022

Statutory reserve

comprehensive loss

BALANCE AT JULY 1, 2022

$ ( 6,659,559 )

Issuance of new shares

Foreign currency translation

Net income for the period

BALANCE AT SEPTEMBER 30, 2022

$ ( 6,576,342 )

BALANCE AT JULY 1, 2023

$ ( 8,179,930 )

Issuance of new shares

Additional paid-in capital from conversion of convertible debts

Foreign currency translation

for the period

BALANCE AT JUNE 30, 2022

Net income for the period

BALANCE AT SEPTEMBER 30, 2023

$ ( 6,817,530 )

BALANCE AT MARCH 31, 2023

BALANCE AT APRIL 1, 2022

$ ( 6,756,230 )

Balance, value

$ ( 170,984 )

Issuance of new shares

Foreign currency translation

Net income for the period

BALANCE AT SEPTEMBER 30, 2022

$ ( 6,576,342 )

BALANCE AT APRIL 1, 2023

$ ( 5,451,209 )

Issuance of new shares before reversed split

Reverse stock split

( 33,655,878 )

New shares for round up of fragmental

Additional paid-in capital from

conversion of convertible debts

New shares for round up of fragmental shares

Issuance of new shares after reversed split

Additional paid-in capital from conversion of convertible debts

Foreign currency translation

for the period

( 2,728,721 )

Net income for the period

( 1,366,321 )

BALANCE AT JUNE 30, 2023

( 1,366,321 )

Balance, value

BALANCE AT SEPTEMBER 30, 2023

$ ( 6,817,530 )

3 unchanged sentences

Dollars, except share data or otherwise stated)

Months Ended June 30

FROM OPERATING ACTIVITIES:

Six Months Ended September 30

CASH FLOWS FROM OPERATING ACTIVITIES:

Net (loss) income

$ ( 1,366,321 )

Adjustments to reconcile net

income (loss) to net cash used in operating activities:

financial cost

operating assets and liabilities

Adjustments to reconcile net income (loss) to net cash used in operating activities:

Depreciation and amortization

Amotization of convertible debt

Investment income

Fair value gain or loss

( 1,566,592 )

Loss on debts extinguishment

Gain on bargain purchase

Changes in operating assets and liabilities

Accounts receivable

Advances to suppliers

Other receivables

Accrued expenses

and other payables

from customers

Net cash (used in) provided by

operating activities

( 1,561,056 )

FROM FINANCING ACTIVITIES:

Accounts payables

( 1,347,677 )

Accrued expenses and other payables

Advances from customers

Net cash (used in) provided by operating activities

$ ( 1,579,486 )

$ ( 1,526,530 )

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of property and equipment

Purchase of debt securities

( 17,500,000 )

Net cash used in investing activities

$ ( 17,500,000 )

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from issue of ordinary shares

Proceeds from related party borrowings

1 unchanged sentence

( 3,112,467 )

( 2,803,515 )

Release of restricted cash

of bank borrowings

Net cash provided by financing

(DECREASE) IN CASH AND CASH EQUIVALENTS

Effect of exchange rate changes

on cash and cash equivalents

cash equivalents, beginning of the period

AND CASH EQUIVALENTS, END OF THE PERIOD

disclosure of cash flow information:

Cash paid during the period for

disclosure of non-cash investing and financing activities:

assets obtained in exchange for operating lease obligations

Repayment of bank borrowings

Net cash provided by financing activities

NET INCREASE IN CASH AND CASH EQUIVALENTS

Effect of exchange rate changes on cash and cash equivalents

Cash and cash equivalents, beginning of the period

CASH AND CASH EQUIVALENTS, END OF THE PERIOD

Supplemental disclosure of cash flow information:

Cash paid during the period for interest

Cash paid during the period for income tax

Supplemental disclosure of non-cash investing and financing activities:

Right-of-use assets obtained in exchange for operating lease obligations

accompanying notes to the unaudited condensed consolidated financial statements.

27 unchanged sentences

however actual results could differ materially from those estimates.

is no change in the accounting policies for the three months ended June 30, 2023.

receivable, net

receivable, net are stated at the historical carrying amount net of allowance for doubtful accounts.

receivables are classified as financial assets subsequently measured at amortized cost.

Account receivables are recognized when the Company

becomes a party to the contractual provisions of the receivables.

They are measured, at initial recognition, at fair value plus transaction

costs, if any and are subsequently measured at amortized cost.

The amortized cost is the amount recognized on the receivable initially,

minus principal repayments, plus cumulative amortization (interest) using the effective interest method of any difference between the

initial amount and the maturity amount, adjusted for any loss allowance.

loss allowance for expected credit losses is recognized on account receivables and is updated at each reporting date.

The Company determines

the expected credit losses provisions based on ASU No.

2016-13, Financial Instruments—Credit Losses (Topic 326):

Measurement of

Credit Losses on Financial Instruments (‘‘ASC 326’’) using a modified retrospective approach which did not have

a material impact on the opening balance of accumulated deficit.

To determine expected credit losses on account receivables, the Company

will consider the historic credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions,

and an assessment of both the current and forecasted direction of conditions at the reporting date, including the time value of money,

where appropriate.

loss allowance is calculated on a collective basis for all trade and other receivables in totality.

An impairment gain or loss is recognized

in profit or loss with a corresponding adjustment to the carrying amount of account receivables, through use of a loss allowance account.

The impairment loss is included in operating expenses as a movement in credit loss allowance.

are written off when there is information indicating that the counterparty is in severe financial difficulty and there is no realistic

prospect of recovery, e.g., when the counterparty has been placed under liquidation or has entered into bankruptcy proceedings.

written off may still be subject to enforcement activities under the Company’s recovery procedures, considering legal advice where

Any recoveries made are recognized in profit or loss.

is no change in the accounting policies for the three months ended September 30, 2023.

issued accounting pronouncements

June 2016, the FASB issued ASU No.

2016-13, Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on

Financial Instruments.

This standard requires a financial asset (or group of financial assets) measured at amortized cost basis to be

presented at the net amount expected to be collected.

The allowance for credit losses is a valuation account that is deducted from the

amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial

This standard will be effective for the Company on April 1, 2023.

The Company is currently evaluating the impact the adoption

of this ASU will have on its consolidated financial statements.

for Convertible Instruments:

16 unchanged sentences

a significant impact on the Company’s consolidated financial statements.

BUSINESS ACQUISITION

September 2023, the Company acquired a 100% equity interest of Dongguan Hongxiang Commercial Co., Ltd (HX), an entity engaged in property

management and subleasing services in Dongguan, Guangdong Province, for cash consideration of $438,470 (RMB3.2 million).

recognized gain on bargain purchase of $996.

The acquisition has been accounted under the acquisition method of accounting in accordance

with ASC 805, “Business Combinations”.

The results of HX’s operations have been included in the consolidated financial

statements since its acquisition date.

following table summarizes the fair values of the assets acquired and liabilities assumed as of the date of acquisition:

OF ASSETS ACQUIRED AND LIABILITIES ASSUMED

September 5, 2023

Other receivables

Fixed assets, net

Long-term prepayments

Advance from customers

Payroll payable

Other tax payable

Other payables

Net book value at acquisition date

Gain on bargain purchase

Purchase price

forma results of operation for this acquisition have not been presented because the effects of the acquisition were not material to the

Company’s consolidated financial results.

RELATED PARTY TRANSACTIONS

2 unchanged sentences

with the Company

President, CEO, and a director of the

Hongye Financial Consulting (Shenzhen)

A company controlled by CEO, Mr.

A legal representative

Jinlong Huang

CEO, and a director of the Company

Financial Consulting (Shenzhen) Co., Ltd.

company controlled by CEO, Mr.

legal representative of XKJ

legal representative of YBY

Company leases Shenzhen XKJ office rent-free from Bihua Yang.

Company had the following related party balances as of June 30, 2023 and March 31, 2023:

Company had the following related party balances as of September 30, 2023 and March 31, 2023:

OF AMOUNT DUE FROM RELATED PARTY

due from related party

Amount due from related party

September 30, 2023

March 31, 2023

Zhida Hong (1)

due from related party

OF RELATED PARTIES BORROWINGS

party borrowings

Zhida Hong (1)

Hongye Financial Consulting (Shenzhen)

Related party borrowings

September 30, 2023

March 31, 2023

Hongye Financial Consulting (Shenzhen) Co., Ltd.

Dewu Huang (2)

Jinlong Huang

Total Related

party borrowings

Being interest

free loan as financial support from Zhida Hong to daily operation of the Company.

Being interest

free loan as financial support from Dewu Huang to pay for daily operating expenditures of YBY.

cash advance to Zhida Hong to pay for new brand development fee of the Company.

interest free loan as financial support from Dewu Huang to pay for daily operating expenditures of YBY.

borrowing balances with related parties are unsecured, non-interest bearing and repayable on demand.

1 unchanged sentence

OF DEBT SECURITIES HELD TO MATURITY

June 30, 2023

September 30, 2023

March 31, 2023

Debt securities held-to-maturity

2 unchanged sentences

The note is renewable with one-year tenor on August 23, 2023 and 2.5 % p.a.

As of June 30, and March 31, 2023, the coupon receivable

was $ 328,125 and $ 218,750 , respectively.

consist of the following as of June 30, 2023 and March 31, 2023:

As of September 30, and March 31, 2023, the coupon

receivable was $ 437,500 and $ 218,750 , respectively.

The note was matured on August 23, 2023 and was reclassified to Other receivables

The Company is discussing with the issuer and will determine whether to renew the note.

consist of the following as of September 30, 2023 and March 31, 2023:

OF INVENTORIES

September 30, 2023

March 31, 2023

Raw materials

Work in progress

Finished goods

Total inventories

ADVANCES TO SUPPLIERS

8 unchanged sentences

PREPAYMENTS AND OTHER RECEIVABLES

and other receivables consist of the following as of June 30, 2023 and March 31, 2023:

and other receivables consist of the following as of September 30, 2023 and March 31, 2023:

OF PREPAYMENTS AND OTHER RECEIVABLES

Receivable of consideration

on disposal of subsidiaries

Receivable of consideration of convertible note issued (Note)

In June, one of the holder of the convertible note withdrawn the consideration of $ 7.5 million paid for the convertible note issued from

the escrow account.

The Company was negotiating with the holder on this matter.

In July, the Company entered into a Waiver and Ratification

Agreement with this holder of the Convertible Note.

According to the agreement, the holder redeemed the full amount of $ 7.5 million for

the Convertible Note and irrevocably waives any past, present or future claims, rights and obligations under the Note and the Warrant.

September 30, 2023

March 31, 2023

Receivable of consideration on disposal of subsidiaries

Receivable of matured debt security (Note)

Other receivables

The debt security held-to-maturity was matured and was reclassified to Other receivables.

The Company is discussing with the issuer and

will determine whether to renew the note.

PROPERTY, PLANT AND EQUIPMENT

plant and equipment consists of the following as of June 30, 2023 and March 31, 2023:

plant and equipment consists of the following as of September 30, 2023 and March 31, 2023:

OF PLANT AND EQUIPMENT

September 30, 2023

March 31, 2023

Production plant

Motor vehicles

Office equipment

accumulated depreciation

and equipment, net

expense for the three months ended June 30, 2023 and 2022 was $ 33,982 and $ 35,883 , respectively.

Plant and equipment, net

expense for the three and six months ended September 30, 2023 and 2022 was $ 23,019 and $ 32,948 , $ 57,002 and $ 68,832 , respectively.

LONG-TERM RECEIVABLES

The Company entered into a long-term loan

agreement with an independent third party in September 2022.

The principal to the borrower is $ 2.5 million.

The loan is interest free

and will be expired in August 2025 .

Company entered into a long-term loan agreement with an independent third party in September 2022.

The principal to the borrower is $ 2.5

The loan is interest free and will expire in August 2025.

SHORT-TERM BANK LOAN

In August 2019, HSW entered into a facility agreement with Agricultural

Bank of China and obtained a line of credit, which allows the Company to borrow up to approximately $ 153,172 (RMB 1,000,000 ) for daily operations.

August 2019, HSW entered into a facility agreement with Agricultural Bank of China and obtained a line of credit, which allows the Company

to borrow up to approximately $ 153,172 (RMB 1,000,000 ) for daily operations.

The loans are guaranteed at no cost by the legal representative

As of June 30, 2023, the Company has borrowed $ 130,176 (RMB 944,255 ) (March 31, 2023:

$ 137,468 ) under this line of credit with

various annual interest rates from 4.34 % to 4.9 % .

As of September 30, 2023, the Company has borrowed $ 129,785 (RMB 944,255 ) (March 31, 2023:

$ 137,468 ) under this line of credit

with various annual interest rates from 4.34 % to 4.9 %.

The outstanding loan balance was due on September 30, 2021.

The Company was not able

to renew the loan facility with the bank.

The Company is negotiating with the bank on repayment schedule of the loan balance and interest

The Company was not

able to renew the loan facility with the bank.

The Company is negotiating with the bank on repayment schedule of the loan balance and

interest payable.

Income Tax (“EIT”)

6 unchanged sentences

No provision for income taxes in Hong Kong has been made as Yingxi

HK had no taxable income for the three months ended June 30, 2023 and 2022.

HK had no taxable income for the three months ended September 30, 2023 and 2022.

our wholly owned subsidiary, were incorporated in the PRC and is subject to the EIT tax rate of 25%.

No provision for income taxes in

the PRC has been made as YX had no taxable income for the three months ended June 30, 2023 and 2022.

the PRC has been made as YX had no taxable income for the three months ended September 30, 2023 and 2022.

Company is governed by the Income Tax Laws of the PRC.

6 unchanged sentences

had no United States taxable income for the three months

ended June 30, 2023 and 2022.

ended September 30, 2023 and 2022.

reconciliation of income taxes computed at the PRC statutory tax rate applicable to the PRC, to income tax expenses are as follows:

1 unchanged sentence

Three months ended

PRC statutory tax

Computed expected benefits (expense)

Six months ended

September 30,

PRC statutory tax rate

Computed expected benefits

Temporary differences

Permanent difference

in valuation allowance

Changes in valuation allowance

Income tax expense

tax assets had not been recognized in respect of any potential tax benefit that may be derived from non-capital loss carry forward and

3 unchanged sentences

Added Tax (“VAT”)

accordance with the relevant taxation laws in the PRC, the normal VAT rate for domestic sales is 13 % ,

which is levied on the invoiced value of sales and is payable by the purchaser.

The subsidiaries HSW, YBY, AOT, ZHJ and YS enjoyed

preferential VAT rate of 13 % .

The companies are required to remit the VAT they collect to the tax authority.

A credit is available whereby VAT paid on purchases

can be used to offset the VAT due on sales.

accordance with the relevant taxation laws in the PRC, the normal VAT rate for domestic sales is 13 %, which is levied on the invoiced

value of sales and is payable by the purchaser.

The subsidiaries HSW, YBY, AOT, ZHJ and YS enjoyed preferential VAT rate of 13 %.

companies are required to remit the VAT they collect to the tax authority.

A credit is available whereby VAT paid on purchases can be

used to offset the VAT due on sales.

services, the applicable VAT rate is 9 % under the relevant tax category for logistic company, except the branch of YXPF enjoyed the preferential

18 unchanged sentences

information in the segment structure is presented in the following tables:

by segment for the three months ended June 30, 2023 and 2022 are as follows:

by segment for the three months ended September 30, 2023 and 2022 are as follows:

OF SEGMENT REPORTING FOR REVENUE

from external customers

Garments manufacturing

Revenues from external customers

Three months ended

Six months ended

September 30,

Revenues from external customers

Garments manufacturing segment

Logistics services segment

management and subleasing

Total of reportable segments

of reportable segments and consolidated revenue

manufacturing segment

of reportable segments and consolidated revenue

Income from operations by segment for the three ended June 30, 2023 and 2022 are as follows:

Property management and subleasing

Epidemic prevention supplies segment

Total of reportable segments and consolidated revenue

Intersegment revenue

Garments manufacturing segment

Income from operations by segment for the three ended September 30, 2023 and 2022 are as follows:

OF SEGMENT REPORTING FOR (LOSS) INCOME FROM OPERATION

from external customers

Three months ended

Garment manufacturing

Six months ended

September 30,

Garments manufacturing segment

Logistics services segment

management and subleasing

Property management and subleasing

Epidemic prevention supplies segment

Total of reportable segments

consolidated income from operations

$ ( 260,949 )

assets by segment as of June 30, 2023 and March 31, 2023 are as follows:

Corporate and other

Total consolidated income (loss) from operations

assets by segment as of September 30, 2023 and March 31, 2023 are as follows:

SCHEDULE OF SEGMENT REPORTING FOR ASSETS

Garment manufacturing

September 30, 2023

March 31, 2023

Garment manufacturing segment

Logistics services segment

Property management and subleasing

Total of reportable segments

Corporate and other

Consolidated total assets

Company operates predominantly in China.

2 unchanged sentences

SCHEDULE OF GEOGRAPHICAL INFORMATION

Three months ended

September 30,

Six months ended

September 30,

September 30, 2023

March 31, 2023

Long-Lived Assets

16 unchanged sentences

of operations and comprehensive loss.

As of March 31, 2023, the balance of the Warrant was approximately $ 2.0 million.

As of September 30, 2023, the fair value of the Warrant was $ 268,435 (March 31, 2023:

approximately

$ 2.0 million).

Convertible Note is classified as a liability and is subsequently stated at amortized cost with any difference between the initial carrying

7 unchanged sentences

feature was $ 1.2 million.

As of March 31, 2023, the fair value of the conversion option was $ 0.3 million.

Company determined that the other embedded features do not require bifurcation as they either are clearly and closely related to the

3 unchanged sentences

OF FINANCIAL INSTRUMENTS

of January 4, 2023

liabilities – Fair value of the Warrants

liabilities – Embedded conversion feature

As of January 4, 2023

Derivative liabilities – Fair value of the Warrants

Derivative liabilities – Embedded conversion feature

Convertible Note

January 2023, the Company also granted to the placement agent a warrant as partial of agent fee to purchase 0.7 million shares of common

2 unchanged sentences

The warrant was recognized as derivative liability and the initial fair value was $ 0.168 million.

Company’s convertible notes obligations were as the following for the three months ended March 31, 2023 and 2022:

movement of the Company’s convertible notes obligations were as the following for the three months ended September 30, 2023 and

OF CONVERTIBLE NOTES OBLIGATION

value – beginning balance

to ordinary shares

( 2,882,444 )

of debt discount

debt discount and cost of issuance

Three months ended

September 30,

Carrying value – beginning balance

Converted to ordinary shares

( 5,687,056 )

value – ending balance

the period, $ 1.5 million of the convertible notes was converted into approximately 2.3 million ordinary shares, with average effective

conversion price of $ 0.6795 per share.

Company’s derivative liabilities were as the following for the three months ended March 31, 2023 and 2022:

Amortization of debt discount

Deferred debt discount and cost of issuance

Interest charge

Carrying value – ending balance

the period, approximately $ 3.0 million of the convertible notes was converted into approximately 0.77 million ordinary shares, with average

effective conversion price of $ 3.9287 per share.

July 13, 2023, the Company entered into a Waiver and Ratification Agreement with one of the holders of the Convertible Note.

to the agreement, the holder redeemed the full amount of $ 7.5 million for the Convertible Note and irrevocably waives any past, present

or future claims, rights and obligations under the Convertible Note.

Company’s derivative liabilities were as the following for the three months ended September 30, 2023 and 2022:

OF DERIVATIVE LIABILITIES

liabilities –Warrants

to the market

liabilities – Embedded conversion feature

to ordinary shares

Remeasurement

on change of convertible price

to the market

Derivative fair value at end of period

Three months ended

September 30,

Derivative liabilities –Warrants

Beginning balance

Marked to the market

( 2,550,128 )

Ending fair value

Derivative liabilities – Embedded conversion feature

Beginning balance

Converted to ordinary shares

Remeasurement on change of convertible price

( 1,115,627 )

Marked to the market

Ending fair value

Total Derivative fair value at end of period

LEASE RIGHT-OF-USE ASSET AND LEASE LIABILITIES

Company recognized right-of-use asset as well as lease liability according to the ASC 842, Leases (with the exception of short-term leases).

Lease liabilities are measured at present value of the sum of remaining rental payments as of June 30, 2023, with discounted rate of

Lease liabilities are measured at present value of the sum of remaining rental payments as of September 30, 2023, with discounted rate

A single lease cost is recognized over the lease term on a generally straight-line basis.

9 unchanged sentences

SCHEDULE OF LEASE COST

Operating lease

Three months ended

September 30,

Six months ended

September 30,

Operating lease cost

Short-term lease cost

following table summarizes supplemental information related to leases:

SCHEDULE OF SUPPLEMENTAL INFORMATION RELATED TO LEASES

Cash paid for amounts included

in the measurement of lease liabilities

Operating cash flow

from operating leases

Right-of-use assets obtained

in exchange for new operating leases liabilities

Weighted average remaining lease

term - Operating leases (years)

Weighted average discount rate

- Operating leases

Three months ended

September 30,

Six months ended

September 30,

Cash paid for amounts included in the measurement of lease liabilities

Operating cash flow from operating leases

Right-of-use assets obtained in exchange for new operating leases liabilities

Weighted average remaining lease term - Operating leases (years)

Weighted average discount rate - Operating leases

following table summarizes the maturity of operating lease liabilities:

SCHEDULE OF MATURITY OF OPERATING LEASE

ending June 30

lease payments

Years ending September 30

2028 and there after

Total lease payments

( 10,322,022 )

SHARE CAPITAL

The Company effected the amendment and

combination to the outstanding shares of our common stock into a lesser number of outstanding shares (the “Reverse Stock Split Amendment”)

on a ratio of one-for-ten, with effected date on June 26, 2023.

After the reverse stock split, 3,739,581 ordinary shares are issued and

outstanding as of June 30, 2023.

Company effected the amendment and combination to the outstanding shares of our common stock into a lesser number of outstanding shares

(the “Reverse Stock Split Amendment”) on a ratio of one-for-ten, with effected date on June 26, 2023.

RISKS AND UNCERTAINTIES

Economic and Political Risks

and Political Risks

Company’s operations are conducted in the PRC.

15 unchanged sentences

currencies are the RMB, all assets and liabilities are translated at exchange rates at the balance sheet date, which was 7.25 and 6.87

as of June 30, 2023 and March 31, 2023, respectively.

Revenue and expenses are translated at the average yearly exchange rates, which

was 7.004 and 6.603 for the three months ended June 30, 2023 and 2022, respectively.

Equity is translated at historical exchange rates.

Any translation adjustments resulting are not included in determining net income but are included in foreign exchange adjustments to

other comprehensive loss, a component of equity.

Concentration Risks

followings are the percentages of accounts receivable balance of the top customers over accounts receivable for each segment as of June

as of September 30, 2023 and March 31, 2023, respectively.

Revenue and expenses are translated at the average yearly exchange rates,

which was 7.004 and 6.603 for the three months ended September 30, 2023 and 2022, respectively.

Equity is translated at historical exchange

Any translation adjustments resulting are not included in determining net income but are included in foreign exchange adjustments

to other comprehensive loss, a component of equity.

Concentration

followings are the percentages of accounts receivable balance of the top customers over accounts receivable for each segment as of September

30, 2023 and March 31, 2023.

1 unchanged sentence

OF CONCENTRATION RISKS

high concentration as of June 30, 2023 was mainly due to business development of a large distributor of garments.

September 30, 2023

March 31, 2023

high concentration as of September 30, 2023 was mainly due to business development of a large distributor of garments.

Management believes

1 unchanged sentence

services segment

September 30, 2023

March 31, 2023

management and subleasing segment

is no account receivable for Property management and subleasing segment as for June 30, and March 31, 2023.

prevention supplies segment

accounts receivable of Epidemic prevention supplies segment as of June 30, 2022 was from one customer only.

There was no more sales in year ended June 30, 2023.

Concentration on customers

For the three months ended June 30, 2023, three customers from Logistics

services segment provided more than 10 % of total revenue of the Company, represented 40.6 % of total revenue of the Company for the three

the three months ended June 30, 2022, one customer from Logistics services segment provided more than 10 % of total revenue of the Company,

representing 13.1 % of total revenue of the Company for the three months.

is no account receivable for Property management and subleasing segment as for September 30, and March 31, 2023.

Concentration

the three months ended September 30, 2023, one customer from Logistics services segment provided more than 10% of total revenue of the

Company, representing 11.0 % of total revenue of the Company for the three months.

For the three months ended September 30, 2022, no customer

provided more than 10% of total revenue of the Company.

For the six months ended September 30, 2023, two customers from Logistics services

segment provided more than 10% of total revenue of the Company, representing 23.9 % of total revenue of the Company for the three months.

For the six months ended September 30, 2022, no customer provided more than 10% of total revenue of the Company.

believes that should the Company lose any one of its major customers, it was able to sell similar products to other customers.

Concentration on suppliers

following tables summarized the purchases from five largest suppliers of each of the reportable segment for the three months ended June

Concentration

following tables summarized the purchases from five largest suppliers of each of the reportable segments for the three months ended September

30, 2023 and 2022.

1 unchanged sentence

Three months ended

Six months ended

September 30,

Garment manufacturing segment

Logistics services

Logistics services segment

Property management and subleasing

Interest Rate Risk

Company’s exposure to interest rate risk primarily relates to the interest expenses on our outstanding bank borrowings and the

interest income generated by cash invested in cash deposits and liquid investments.

As of June 30, 2023, the total outstanding borrowings

As of September 30, 2023, the total outstanding borrowings

amounted to $ 129,785 (RMB 944,255 ) with various interest rate from 4.3 % to 4.9 % p.a.

SUBSEQUENT EVENTS

July 13, 2023, the Company entered into a Waiver and Ratification Agreement with one of the holders of the Convertible Note.

According to the agreement, the

holder redeemed the full amount of $7.5 million for the Convertible Note and irrevocably waives any past, present or future claims,

rights and obligations under the Note and the Warrant.

July 2023, approximately $ 2.4 million of convertible note including principal and related accrued interest were converted into approximately

0.44 million common stock.

The effective average conversion price was $ 5.74 per share.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements